Elon Musk’s Twitter stock purchase catches the SEC’s attention

By Joey Klender

Posted on May 28, 2022

Tesla CEO Elon Musk’s Twitter stock purchase has caught the attention of the Securities and Exchange Commission. The agency sent Musk a letter in April, which has now been released.

The letter asks Musk why he did not file the required paperwork, which would disclose he has accumulated a 5 percent stake in the social media network, in the required 10-day period. Additionally, the agency is requesting information on his statements regarding Twitter’s ability to adhere to free speech, which Musk has challenged and cited as his primary reason for acquiring the platform.

“Dear Mr. Musk,” the letter begins. “We have reviewed the above-captioned filing and have the following comments. Our comments ask for additional information so that we may better understand your disclosure. Please respond to this letter by providing the requested information. If you do not believe our comments apply to your facts and circumstances, please advise us why in your response. After reviewing any information provided in response to these comments, we may have additional comments.”

The letter then outlines four basic questions regarding Musk’s acquisition of Twitter shares. “Please advise us why the Schedule 13G does not appear to have been made within the required 10 days from the date of acquisition as required by Rule 13d-1(c), the rule upon which you represented that you relied to make the submission,” one of the questions asks. 13G forms are meant for investors who plan to hold their shares passively, the New York Post reported. 13D forms are for activist investors, which, based on Musk’s comments and plans for Twitter, would be the more appropriate form.

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The fourth question dives into this a little deeper, as it states, “Please provide us with a brief analysis of the bases upon which you determined that you were eligible to rely upon Rule 13d-1(c) to make the filing on Schedule 13G. Your response should address, among other things, your recent public statements on the Twitter platform regarding Twitter (the issuer), including statements questioning whether Twitter (the issuer) ‘rigorously adheres to’ ‘free speech principles.’”

It is just another page in the long story of Musk vs. the SEC. The Tesla frontman and the agency have sparred back and forth for several years, starting when Musk hinted he may take Tesla private at $420 per share in 2018. “Funding secured,” Musk famously said. That Tweet is still the subject of a major lawsuit between Musk and Tesla shareholders and is set to hit a federal courtroom in January 2023.

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Elon Musk’s Twitter stock purchase catches the SEC’s attention